SCALES OF FINES - SEC

1 SCALES OF FINES (SEC Memorandum Circular No. 6, Series of 2005) SECURITIES REGULATION CODE SRC/IRR Provision DESCRIPTION 1ST Offense 2ND Offense 3rd Offense Section 8 and 12; Rules 8 & 12 Selling or Offering for Sale or Distribution of Securities to the Public without prior registration or Permit to Sell 1% of the amount of each transaction or P10, per transaction whichever is higher 1% of the amount of each transaction or P20, per transaction whichever is higher 1% of the amount of each transaction or P60, per transaction whichever is higher Section 10; Rule Late filing of Notice of Exemption pursuant to SRC Rule (k &l ) P2, plus per day of delay For Listed Companies: P10, plus per day of delay P4, plus per day of delay For Listed Companies: P20, plus per day of delay P12, plus per day of delay For Listed Companies: P60, plus per day of delay Non-Compliance with the disclosure requirements under SRC Rule P10, plus per day of delay P20, plus per day of delay P60, plus per day of delay Section 14.

2 Rule 14 Failure to Amend Registration Statement in accordance with SRC Rule 14 P10, plus per day of delay P20, plus per day of delay P60, plus per day of delay Increase in the number of shares or offering price per share (in excess of the price range, if any) 1% of the amount of each sale in excess of the authorized shares or price, or P10, per transaction whichever is higher, plus per day of delay of the filing of the amendment 2% of the amount of each sale in excess of the authorized shares or price, or P20, per transaction whichever is higher, plus per day of delay of the filing of the amendment 6% of the amount of each sale in excess of the authorized shares or price, or P60, per transaction whichever is higher, plus per day of delay of the filing of the amendment Failure to timely publish the notice of amendments P10, plus per day of delay P20, plus per day of delay P60.

3 Plus per day of delay Failure to refund investment (in case of derogation of rights of purchasers due to the amendments) 5% of the amount of the unrefunded investment plus per day of delay 15% of the amount of the unrefunded investment plus per day of delay 30% of the amount of the unrefunded investment plus per day of delay Rule 17 Late filing of Current report (SEC Form 17-C) Reprimand/Warning P30, plus per day of delay P40, plus per day of delay Rule 17 Incomplete Current report * (SEC Form 17-C) Reprimand/Warning P10, plus per day of delay of filing the amended report P20, plus per day of delay of filing the amended report Rule 17 Late filing of Quarterly report (SEC Form 17-Q) Reprimand/Warning P50, plus per day of delay P60, plus per day of delay Rule 17 Incomplete Quarterly report * (SEC Form 17-Q) Reprimand/Warning P20, plus per day of delay of filing the amended report P60, plus per day of delay of filing the amended report Rule 17 Late filing of annual report (SEC Form 17-A)

4 Reprimand/Warning P100, plus per day of delay P200, plus P1, per day of delay SECURITIES REGULATION CODE SRC/IRR Provision DESCRIPTION 1ST Offense 2ND Offense 3rd Offense Rule 17 Incomplete annual report * (SEC Form 17-A) Reprimand/Warning P30, plus per day of delay of filing the amended report P60, plus P1, per day of delay of filing the amended report Rule 17 Late filing of notice of suspension to file reports (SEC Form 17-EX) P10, plus per day of delay P20, plus per day of delay P50, plus per day of delay Rule 17 Late filing of Monthly report on Exempt Commercial Papers Reprimand/Warning P10, plus per day of delay P20, plus per day of delay Rule 17 Late filing of Quarterly report on Exempt Commercial Papers Reprimand/Warning P20, plus per day of delay P40, plus per day of delay Rule 17 Late filing annual Information Statement on Commercial Papers and/or Payment of annual Exemption Fee Reprimand/Warning P20, plus per day of delay P40.

5 Plus per day of delay Section 18 Rule 18 Late filing of reports by 5% or more holders of equity security (SEC Form 18-A/18-AS) Reprimand/Warning 1% of the amount of each sale in excess of the authorized shares or price, or P10, per transaction whichever is higher, plus per day of delay of the filing of the amendment 2% of the amount of each sale in excess of the authorized shares or price, or P20, per transaction whichever is higher, plus per day of delay of the filing of the amendment Incomplete reports by 5% or more holders of equity securities* (SEC Form 18-A/18-AS) Reprimand/Warning P10, plus per day of delay of the submission of the amended report P20, plus per day of delay of the submission of the amended report Section 19 Rule 19 Late filing of Tender Offer report (SEC Form 19-1) P50, plus per day of delay of filing the report P100, plus P1, per day of delay of filing the report P200, plus P2, per day of delay of filing the report Incomplete Tender Offer report * (SEC Form 19-1) This shall be in addition to the penalty for late filing of the report per due date under the Rules.

6 P30, plus per day of delay of filing the amended report P60, plus P1, per day of delay of filing the amended report P120, plus P2, per day of delay of filing the amended report Failure to conduct a Tender Offer pursuant to SRC Rule P100, or .01% of the aggregate amount of the tender offer, whichever is higher plus per day of delay P200, or .02% of the aggregate amount of the tender offer, whichever is higher plus P1, per day of delay P300, or .06% of the aggregate amount of the tender offer, whichever is higher plus P2, per day of delay Failure to comply with any other requirements of SRC Rule 19-1 P50, plus per day of continuing violation P100, plus P1, per day of continuing violation P200, plus P2, per day of continuing violation Section 20 Rule 20 Late Filing of Information Statement (SEC Form 20-IS)

7 Reprimand/ Warning P100, plus per day of delay P200, plus P1, per day of delay Incomplete Information Statement Reprimand/Warning P30, plus per delay of filing the amended report P60, plus P1, per delay of filing the amended report Failure to comply with any of the other procedural requirements of SRC Rule 20 Reprimand/ Warning P50, plus per delay of filing the amended report P100, plus P1, per delay of filing the amended report Section 23 Late Filing of Statement of Beneficial Reprimand/ 1% of the amount of 2% of the amount of SECURITIES REGULATION CODE SRC/IRR Provision DESCRIPTION 1ST Offense 2ND Offense 3rd Offense Rule 23 Ownership (SEC Form 23-A/B) Warning each purchase or disposition, or P10, per transaction whichever is higher plus per day of delay each purchase or disposition, or P20, per transaction whichever is higher plus per day of delay Section 23 Rule 23 Incomplete Statement of Beneficial Ownership (SEC Form 23-A/B)

8 This shall be in addition to the penalty for late filing of the report per due date under the Rules. Reprimand/ Warning P10, plus per day of delay of submission of the amended report P10, plus per day of delay of submission of the amended report FOR DIRECTORS/OFFICERS Qualifying or not more than 100 shares Reprimand/ Warning P10, plus per day of delay of the submission of the report P20, plus per day of delay More than 100 shares but less than 5% of the outstanding equity security Reprimand/ Warning P20, plus per day of delay P40, plus per day of delay More than 5% but less than 10% Reprimand/ Warning P10, plus per day of delay P20, plus per day of delay Section 38 Rule 38 Failure to elect Independent Director(s)

9 Or Election of an Unqualified Independent Director(s) Reprimand/ Warning P100, plus per day of continuing violation P150, plus P1, per day of continuing violation Section 54 Misrepresentation or Misleading Statements in any filings required to be submitted to the Commission (This is in addition to the penalty on the principal report , if any) P100, plus per day of continuing violation P200, plus P1, per day of continuing violation P400, plus P2, per day of continuing violation Section 68 Failure to comply with any of the requirements of SRC Rule 68 or Incomplete disclosures in the Financial Statements (This is in addition to the penalty on the principal report , if any)

10 P25, plus per day of violation P50, plus P1, per day of violation P100, plus P1, per day of violation Material misstatements in the Financial report P50, or 1/10 of 1% of the amount of misstatement, whichever is higher, plus per day of continuing violation P100, or 1/10 of 2% of the amount of misstatement, whichever is higher, plus P1, per day of continuing violation P200, or 1/10 of 6% of the amount of misstatement, whichever is higher, plus P2, per day of continuing violation Continued non-payment of the assessed fine and/or failure to comply with the requirement, despite notice and hearing for a period of fifteen (15) days, shall be a sufficient ground for the Commission to take other appropriate action or remedies available under the Securities Regulation Code and other related laws.